PopReach Corporation - Christopher Locke and Push Capital Limited Holdings

TORONTO, July 3, 2020 /CNW/ - On June 30, 2020, pursuant to the Qualifying Transaction as such term is defined in Policy 2.4 of the TSX Venture Exchange (the "Transaction") of PopReach Corporation (formerly Mithrandir Capital Corp., the "Corporation"), consisting of the acquisition of all of the issued and outstanding securities in the capital of PopReach Incorporated ("PopReach") by way of three-cornered amalgamation between the Corporation, a wholly owned subsidiary of the Corporation and PopReach, each PopReach shareholder received 7.62 common shares of the Corporation ("Shares") for each PopReach common share held by them. The Transaction is further described in the filing statement of the Corporation dated June 26, 2020 (the "Filing Statement") which has been filed under the Corporation's profile in SEDAR at www.sedar.com.

As a result of and pursuant to the Transaction, Christopher Locke, a Director and the President, Chief Operating Officer and Corporate Secretary of the Corporation (the "Acquiror") acquired, through his joint actor AD2101 Inc. 9,674,291 Shares, and directly 762,000 options to acquire Shares ("Options"). The 9,674,291 Shares, together with the 62,500 Shares the Acquiror held through AD2101 Inc. prior to the Transaction, represent approximately 18.73% of the issued and outstanding Shares and the 762,000 Options represent approximately 12.32% of the issued and outstanding Options.

In addition, as a result of and pursuant to the Transaction, Push Capital Limited, a presumed joint actor of the Acquiror by virtue of being an associate of the Acquiror as a result of the Acquiror's 25% ownership interest, acquired 7,179,379 Shares and 445,723 warrants exerciseable for Shares ("Warrants"). The Acquiror does not control Push Capital Limited, which is owned equally by the Acquiror, Jon Walsh, Trevor Fencott and Michael Haines as to 25% each. The 7,179,379 Shares, together with the 125,000 Shares Push Capital Limited held prior to the Transaction, represent approximately 14.05% of the issued and outstanding Shares and the 445,723 Warrants represent approximately 2.83% of the issued and outstanding Warrants.

The Shares, Options and Warrants, respectively, were acquired and are held by the Acquiror and Push Capital Limited for investment purposes and the Acquiror and Push Capital Limited may or may not, depending on market and other conditions, increase or decrease its beneficial ownership or control of the Shares, Options and/or Warrants whether through market transactions, private agreements, treasury issuances, exercise of convertible securities or otherwise.

This press release is issued pursuant to National Instrument 62-103 and a copy of the early warning report required by National Instrument 62-103 will appear on the Corporation's profile on SEDAR at www.sedar.com and may also be obtained by contacting Christopher Locke at [email protected].

SOURCE PopReach Corporation